Who's Counting?
by SilverPedals1402
Summary: He couldn't dance; probably not even to save his life. But when it came to this song..."Dance with me," he pleaded, "and pretend that the world doesn't exist." In which, a little dance between friends turns into something more. *Valentine's Oneshot*


**So, in light of the romantic holiday coming up, I thought I'd do a little Valentine's oneshot...turned out to be not so little. But, I've been stuck at home miserable after getting my wisdom teeth removed... Ugh. So I've had a little bit of time to myself. Which, I won't be able to do again for a while since Speech has started up again and my weekends will forever be shot...Either way, I hope you guys enjoy this little cute one shot!**

 **Disclaimer: As always, I do not own IM:AA. Never will.**

It had to have been the third time she has heard the news by now, and she was still incapable of buffering its effects. In fact, it seemed to be hitting her harder than the previous two times. Perhaps it was the seriousness of her tone or the finality of her words that made the impact so rough. She knew she was overreacting; she just couldn't help it.

"Sweety?"

Nearly dropping the phone she forgot she was on, she jolted up in her seat. "Yeah, I'm here mom."

She could a sigh of mixed relief and concern. "I know it's sudden and it's not ideal, but the thing is," the woman gave slight pause and Pepper could hear the nervous jingle of her mom's bracelet over the phone, "I needed the job. You know that. It's the best job for me and I couldn't turn down the offer."

"I know," Pepper sighed herself. "Isn't it a little far away, though?"

Visits to her mom's apartment were already few and far between, and due to the recent development of a new job it seemed that visits were only going to dwindle even more. She couldn't help but feel that she was losing something instead of gaining something as both of her parents assured her they were. It was more money, they promised. Less stress over the holidays. Mom could visit or meet them in the city more often. It didn't feel as if things would turn out that way though.

"It's only about an hour more out," her mom replied, "It's not like I'm leaving the state or anything, Sweety."

"I know," Pepper found herself repeating. What else could she say?

She could hear a beeping sound over the phone and the telltale signs that her mother forgot something. "Oh, I have to be heading out soon! I promised Jen I'd pick up her kids from daycare for her. Anyway, I meant to call to ask you if you want to come out this weekend and help me pack? Apparently, everyone else is busy and won't be able to pitch in–don't know what's so special about this weekend that nobody can come out to help. But I need all the help I can get to be out by Monday. Could you be the dear I know you are and come help your mommy out?"

Despite the situation, Pepper found herself laughing. Sometimes she forgot that she got her babbling, crazy part of herself from none other than her mom. "Of course, mom. I'll even bring a couple friends if that's okay."

Naturally, her mom was ecstatic to meet her friends.

* * *

When they arrived at her mom's place, she had to bite back a chuckle towards her friend's nervous rock mixed with the shivers from the cold and snow. "Don't worry, she's basically me, but older–or so everyone says. I don't see it though, but hey, if it helps you..."

"That's what I'm worried about," he mumbled under his breath as he followed behind her as she entered the apartment.

Not a second later, they were greeted by the splitting-image of Pepper. The young redhead herself may deny it, but remove the few wrinkles, straighten and cut her hair, and add a few extra freckles here and there, and the two would be twins. The one friend available to help couldn't help but see where Pepper's unpredictableness comes from and quite possibly where Pepper got her lively personality from. The excited energy just seeped from the older woman, especially when her eyes met with him. Her smile broadened and she seemed to have a certain glow of happiness to her.

She thrust her hand out excitedly to the boy. "I'm Margarette, Pepper's Mom. Just call me Margo. You must be him, aren't you?" At the blinking looks of the teens before her, she laughed. "You know, Anthony Stark? Son of multibillionaire Howard Stark…"

The blue-eyed genius himself nervously laughed. "Right, yeah. I'm him. Uh…"

"You can just call him Tony, mom," Pepper interjected, noticing the uncomfortable air. "Nothing special."

Another lively laugh from Margo. "Of course, silly me! Anyway," the woman moved to invite the teens further into the house, "what about your other friends, honey? Don't tell me Tony here is your only friend."

Pepper was quick to shake her head, thinking back to the several people she had asked. Happy was going out with some girl–which Pepper was glad he wasn't too upset over the split–and politely declined the invitation. Rhodey on the other hand, she was pretty sure he was lying about his "family emergency" in Maine. To start, the boy didn't even have family up in , she supposed there was no forcing his hand if he didn't want to come. She asked a few others around, with similar responses of "no". In the end, Tony appeared to be the only person who didn't have a date, family emergency, or baby shower to go to.

"Oh no," Pepper responded as she removed her winter gear to put in the closet, offering to help Tony with his. "They all just have lives to live and people to see."

Her mom suddenly paused in thought and tapped her chin. "Hmm, weird." Moments later, Margo practically jumped up in glee. "Oh right! Now I remember!"

At Tony's curious gaze, the woman only waved them over to follow her through the living quarters. Pepper just nudged him forward, softly mumbling to ignore her rambling. Apparently, it was a mother daughter thing, and here he thought he had gotten used to it.

"I mainly need the living room and spare bedroom packed," Margo began as if she hadn't said anything before, entering what must have been the living room. "If you guys have time, the storage could use some sorting out. Other than that, I'll get you two some boxes and you can start packing!"

"Mom? You aren't going to pack with us?" Pepper stopped her mom before she could rush out the room.

"Oh, I completely forgot! I'm so sorry," the eldest redhead apologized, laughing nervously as she ran a hand through her wild, red hair. "Your uncle called earlier this morning in desperate need for a dogsitter. He had this crazy mix-up at the airport and had to leave a day early! Can you believe it? He didn't even have time to feed his dog or take him outside. I felt bad and offered to stop by later. I told him around noon, and well, it's almost 1 o'clock now...I should probably be heading out."

"Mom–," Pepper tried, but her mom was in some sort of groove. The woman was already heading towards the door as they spoke. Pepper didn't even know if she should remind her mom that her uncle doesn't have a dog and that he doesn't even live in the state.

"Well, boxes are in the closet. You know where I mean, honey," Margo continued. "If you need more, I'm sure Jen would lend you some or there's a store down the block, you know the one you always go to to get your tam–"

" _Mom_!" Pepper almost felt compelled to slap her hands over Tony's ears, but she knew the 'damage' had already been done. Though, perhaps she shouldn't hurt the innocent bystander.

Her mom only gasped in mock embarrassment. "Oh, I'm sorry! I just figured you two were already at that stage. You know where tampons and periods and stuff are the norm. Or I should hope so...I'm not ready to be a grandma."

Pepper was beyond mortified, she couldn't even bring herself to protest anymore. It was hard enough to spare a glance Tony's way if only to see if he was ready to bolt out the door this instant. She wouldn't blame the boy either way. It was her own fault really; she had forgotten to warn the boy genius about the bluntness that was her mom. Though, it wasn't like she expected her mom to misinterpret her relationship with Tony.

"Uh...certainly not...We're only just friends." In the end, it was actually Tony who saved Pepper from certain death.

Pepper heaved a sigh of relief. "Yeah, we're not dating, mom! We're only friends! No need to worry about...that."

Already sporting her winter coat and gloves her mom was all ready to leave. "Right, of course. Silly me! Wonder where I got that crazy notion! You guys just look so adorable together...but it must just be because of Valentine's day being right around the corner. I mean, it is Valentine's day weekend after all! Alright, I gotta run. Call me if you need anything!"

Just like that, her mom was gone. Gone into the brewing snow storm the weather station hadn't predicted, leaving two very confused teenagers behind.

"Now what?" Tony inquired.

* * *

Despite the surprise twist to their afternoon, packing had gone very well. All things considered, they'd gotten a ton more packed than Pepper would have guessed they would being only the two of them. Though, in all honesty, she gave credit to the inventor. He seemed almost like a natural at packing and his inhuman stamina and strength was a great benefit to them.

"So," Tony said, brushing off dust from his hands after pulling old books from a bookshelf. "Is your mom always like that?"

Pepper nervously laughed and leaned back on her heels. "Uh, yeah. She's...very direct. Sorry about that. She even surprised me."

Tony shook his head. "No, I mean, is she always that lively? she reminds me of someone I know."

Of course, Pepper knew exactly what he meant. "I hear that a lot. But yep. That's my mom. Blunt, energetic, and embarrassing. She's always been asking about...you know: boys. I think she's disappointed that I don't have a boyfriend yet."

Tony couldn't help but chuckle. "Most parents hope otherwise."

"Exactly!" Pepper threw her hands up in the air in her own bewilderment. "I try telling her that and she just _laughs_! She's got to be that 'rebel' mom, you know."

She pushed herself up to the balls of her feet and stretched. She loved her mom and would give anything to spend more time with the woman, but she often forgot about this blunt side of her. With that in mind, she motivated herself to get as much done for her mom before she returns home.

"Can't say I understand the feeling," Tony supplied moving to pack up the rest of the books from the shelf. "My mom was anything but rebellious. Other than the fact that her parents disapproved of my dad, but she married him anyway. But, I wasn't exactly around yet to see that part of her."

"Oh," was her poorly prepared response.

 _Genius, Pepper,_ she scolded herself. " _Oh"? What kind of response is that?_

She mentally slapped herself and awkwardly moved to the opposite corner of the room to begin packing it in a new box. Though, it seemed Tony was following her move as he was suddenly right next to her. But he didn't seem all too interested in what she had said, instead to what she walked over to.

"Is that what I think it is?" Tony marveled, leaving Pepper confused.

"It's just a radio," Pepper shrugged. At least she assumed that was a radio. She could never figure out how to work the thing for the life of her. She just knew it occasionally played music.

Just a radio or not, Tony had entered full-on geek-mode. He was moving it around to examine its every angle and part as a certain gleam to his eyes shown brightly. "It is _so_ not 'just a radio'," Tony insisted, setting it down as he looked for a spot to plug it into. "My dad helped some guy who was huge in the audio technologies–he made some of the most famously known radios around today–make this like ages ago. Of course, dad only helped so the name and patent went to the other guy, but seriously, it's rare to see one like this these days. It's gotten pretty outdated."

"I didn't know you were so into radios," Pepper said. She knew a lot of what Tony liked and she prided herself in that fact as most people could only question at the boy's likes and dislikes.

In an instant, a somber look crossed Tony's face. "Actually, I'm not. It's just the last time I'd seen this model, my mom was still...around. I wasn't expecting to find one here is all."

For some reason, Pepper suddenly felt guilty. The feeling twisted and situated itself in her stomach. "I'm sorry. Here I am upset that I won't get to see my mom that often, when you can't even…" at the pained look Tony made, her guilt intensified. "Oh god, I'm sorry. That was really insensitive. I was trying to...I…"

Instead of snapping at her like she knew she deserved, he shocked her with a laugh. His electrifying blue eyes all but made sparks when they came into contact with her hazel brown eyes. "Pep, it's fine. You don't have to feel guilty about having your mom around or missing her. Especially not on my count. Just because my mom...passed away, that doesn't mean you can't enjoy the time you have with your mom."

"Sorry," she whispered, really at a loss of words as she averted eye contact with him.

He only sighed and finished his task of plugging it in. "Here, let's put some music on while we pack. We need to brighten the mood a bit. Maybe it would have been better if your mom stayed back with us."

Before Pepper could give even a single thought to his words, her phone grabbed her attention. It was her mom, who surprisingly hadn't completely forgot to call that night. After all, it was starting to get late. Late enough to where she knew she should start considering a good time to head home.

"Are you seeing what I am?" Was her mom's exact greeting when Pepper answered the phone.

Confused, Pepper could only think to look out the window. Lo and behold, it must have been exactly what her mom meant. "Oh," she whispered to herself, then louder, "Now I am."

Margo gave a long sigh. "I think I might stay the night over here, the roads aren't looking very safe. I suggest you two stay back for the night too. I don't think it'd be very wise for you two to drive home tonight. They say it's worse in the city."

It was sudden, and just judging by the looks of it Pepper couldn't doubt the words of her mom. Though, she slightly questioned if there was a hidden motive to her directives of staying home. Despite having cleared that air with her mom, she doubted that the woman was going to let it go that Pepper was stuck away from home with a boy. Especially since that boy happened to be Tony Stark.

"You think so?" She half hoped that her mom really was joking and that she was going to tell her to get out before it does get bad. But, by the looks of things, it already was bad.

"I know so, honey," her mom confirmed, "They're some leftovers in the fridge for you two, my TV is still hooked up in my room. I'm sure you guys can find something to watch. And don't turn the thermostat on any higher than 70 degrees, you got that? And oh...am I forgetting something?"

Her mom's concern was so genuine, yet she didn't sound all that worried about leaving her alone. Pepper could only laugh. "I think we'll be fine, mom."

"Right, of course," the woman's nod was nearly audible over the phone. "Oh! Now I remember! Feel free to sleep in my bed tonight. I'm sure you guys already packed the spare bedroom so you'll both need somewhere to sleep."

"Mom I can just pull out the–"

"Just remember to be safe–!"

The younger redhead was so quick to hang up, her phone tumbled to the floor at Tony's feet. But at the moment, Pepper didn't care much for where her phone ended up. Just that her face was unusually hot and her heart seemed to be beating faster than the falling snow outside. She rubbed her palms against her thighs as Tony, with a confused look on his face, picked up her phone for her.

"Interesting conversation?" he guessed.

Averting her eyes from his, she nodded. "You could say that…" she looked around for something–anything–that would distract her from the rampant thoughts her mom just implanted in her head. "Oh let's play some music. You have any ideas?"

She couldn't be any more happy that Tony didn't seem to want to elaborate on her quick hang-up with her mom. He didn't appear to have overheard their conversation, and she was more than ecstatic about that. He only shrugged and pulled out his phone, likely ready to pull off some super technological feat she'd never understand. At least in her garbled state of mind. Then, only seconds later some upbeat music was playing and they resumed packing what they could of the spare room.

Pepper couldn't help but feel relieved for the distraction.

* * *

After at least another hour of packing, the two decided it was time to call it a night or at least pause to allow themselves a moment to fill their stomachs. Tony had been distracted enough by moving the heavier boxes off to the side and out of the way, he hadn't realized how famished he was until he heard the telltale grumble of Pepper's stomach in between songs. His own growled in its own hunger call, resulting in a trip to the kitchen for dinner.

As Pepper heated up her meal, he stirred a spoon lazily in the bowl of cereal he so fancily made in less than two minutes. "Think we could call it a night after this? I think we can get the rest done tomorrow before we have to leave. We're going to be here an extra day anyway, so why not put it to use?"

Pepper shrugged, indicating how much she cared for what they did. Her yawn all but solidified that fact. "Sure, we can go dig out a movie from mom's room and watch it before going to sleep."

"Sounds good," Tony agreed as the microwave dinged to announce the completion of a minute. "I could go for a movie right about now."

As Pepper situated herself at the table, which was half-covered in packed boxes, Tony was listening to the last part of the song that was playing in the other room. It was soft and quiet, but just loud enough to make out what song was playing.

"Thanks for coming," Pepper broke into his concentration, he almost had to force himself to pull away from the beat of the song. "I don't think I would have got nearly enough packed for her without you."

He smiled, half tempted to reach over and hold her hand that was rested on the table. In the end, he decided it would be a bad idea. Despite having all but announced his feelings for her after the fiasco with the Makluan invasion, they haven't exactly became a couple. Even after Pepper split with Happy for basically that reason, Tony couldn't bring himself to step in. Not so soon that it would seem insensitive to Happy–though the brute of teen didn't seem to have an issue finding another girl himself. Rhodey insisted that Pepper wanted Tony to do exactly that and apparently has been dropping several hints down the line, but Tony wasn't seeing it. Perhaps Rhodey's "family emergency" was the boy's way of pushing Tony towards Pepper.

He just wished that it was that simple. Even with Pepper's mom making all those jokes earlier before she left, it didn't feel as if Pepper was as interested as Rhodey insisted.

"Tony?"

Yet again, she brought him out of deep concentration. He nervously laughed and took a bite of his meal. "I'm fine," he mumbled out over his food so elegantly. Swallowing, he smiled and averted his own gaze from hers. "I mean, no problem. I didn't have much going on this weekend anyway…"

He focused on the music in the other room which he noticed that the song was nearing the end. Perhaps if he just focused enough, she wouldn't notice that he had weird thoughts running through his head. Though he might have missed a question or two from Pepper as he was focusing on what that next song was, but soon found that it wasn't important when he finally realized what the song was.

"Pepper!" he shot up, leaving behind his bowl of cereal without a care in the world if it got soggy, and went straight to the other room. It took him a second to realize that Pepper had joined him in the mostly packed spare bedroom, but when he did he felt a smile stretch across his face.

"Is something wrong?" she wondered, a concerned look falling upon her face.

Tony shook her head and moved to restart the song. The feeling of nostalgia washed over him harder than seeing the radio in the first place. "Nothing, just this song...I haven't heard it in so long."

A familiar beat rang through the room and it traveled through his ears and down to his feet, both of which miraculously remembered where to step and when. It was funny. He couldn't dance; probably not even to save his life. But when it came to this song...

In spur of the moment, he held his hand out to his redheaded friend who seemed perfectly content to stand and watch. "Come on," he invited, his feet still stepping to the beat.

He admired the soft layer of pink that overlaid the freckles that were lightly dusted over her cheeks. He'd been seeing it all day and it was starting to drive him crazy. "I can't!" she laughed, pulling her hand from his reach. "I can't dance."

"Neither can I!" he pointed out, gesturing to his own sloppy movements.

Still, she ended up shaking her head, causing him to frown.

"Dance with me," he pleaded, "and pretend that the world doesn't exist."

Just like that, Pepper finally grabbed his hand and joined him in his little song and dance. He didn't think that he could smile any wider; his face wouldn't allow it. He just pulled her along and tried his hardest to direct her in the one dance he ever learned. Though it was hard, as the only time he ever did this dance, it was he himself that was still learning it. His own movements were still being directed by one, very special person.

It felt almost as if an eternity passed, and not even an instant had flown by when they realized that the song had ended. The song had ended and the two still remained clinging onto each other while catching their breath. Their eyes met in unison, and this time, Tony definitely felt that spark.

"That was…" Pepper breathed out, taking not even an inch of a step away.

With one huge leap of faith, Tony all but smashed his lips against hers. When she didn't move to stop him, he tightened his grasp around her waist and ran a hand up to her neck, surprising even himself. Though, after a few moments, he gradually slowed down and dotted her lips with a few pecks before opening his eyes once more. "Nice," he finished.

Pepper let out a breathy laugh and rested her forehead against his chest, likely to hide her face from him. "No, it was perfect."

* * *

"So, where'd you learn how to dance like that?" Pepper finally voiced the question she's been waiting to ask the rest of the night. It was a couple of hours since they kissed and they found themselves staring at the credits of the movie they finished watching.

Tony adjusted his position so he was resting on his elbow. "My mom."

Pepper raised her eyebrow at that. "And here I thought you were taught by a monkey."

The blue-eyed genius could only roll his eyes. "Ha ha, very funny, Pep. Seriously, though, she would play that song every morning before dropping me off at school and she'd do this dance each time it played. Eventually, I picked up on it and she started dancing with me."

His words sounded so incredibly full of memories that Pepper could practically see Tony as a tiny, chubby child as he danced with him loving mom. She could see him in an identical red shirt and little shorts with shoes that looked too big for his tiny feet as he stumbled across the kitchen floor to his mom's favorite tune. "Your mom sounds a lot more interesting coming from you than any of those new articles."

Tony seemed surprised at her words. "You read about my mom?"

"Uh, duh," Pepper immediately responded. "I studied up on your entire family before you first came to school, remember?"

"Right," Tony nodded.

"I want to learn it from you, though," Pepper said. "I want to learn about the amazing person your mom was and the caring side of your dad that nobody ever sees."

"Really?"

Smiling, she reached to grab his hand that was lazily propped on his side. "What kind of girlfriend would I be if I didn't want to learn about my boyfriend's parents?"

Tony was more than happy to hear those words coming from her mouth. He couldn't help but lean over to give her their second kiss together. "I wouldn't have it any other way."

Pepper's response was all he needed before going to bed: their third kiss. Because yes, he was counting.

 **Okay, so how was it? I surprised myself a little with Pepper's mom, but as I was writing it, I fell in love with the idea, so I couldn't let it die. It got a little serious at times, but I tried to keep it light and cute and all for the holiday. :) Let me know what you thought?**

 **Fun Fact: _In relation to Valentine's, the only valentine's I have ever gotten (aside from school things) was from my great grandpa who has this tradition of sending all the girls in the family cute little valentines. He's fun that way! :)_**

 **So, I've been mega busy lately what with Speech, my surgery, and college business, but I've gotten a little more for HDG written out and even more planned out. Just need to figure out how to tie my thoughts together now. :P It still won't be out for a while though. Just wanted to give you lovelies an update on where I'm at.**

 **Hugs and TONS OF LOVE, SilverPedals! :D**

 **P.S. Anyone else want to write a cute Valentine's oneshot? I'd love to read some!**


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